Attack of the Mega Shredder!
Season 3, Episode 21
Airdate August 16th, 2015
Writter Gavin Hignight
Director Alan Wan
Prev. and Next
Tale Of The Yokai
The Creeping Doom

"Attack of The Mega Shredder!" is the 21st episode in season 3 and the 73th episode overall.

"Let them fight."

Official Description

Leo travels to Shredder's Hideout alone, only to discover a big mutant.


In Stockman's lab beneath the Foot HQ, the Shredder watches over Karai as she endures multiple Mind-Worm injections before apologizing for his actions, then promising her that they will shortly have their revenge. Bebop and Rocksteady then enter, having been summoned by the Shredder. The Shredder orders them to double security measures, sensing that the Turtles will soon make another move against them. As per usual, Bebop and Rocksteady are threatened to be punished should they not succeed.

At the lair, Mikey watches Crognard the Barbarian (yet another episode that has to do with the TMNT storyline) before looking into Donnie's lab where Leo and Raph argue over how to infiltrate the Shredder's lair and Donnie introduces the Mark X1 Experimental Alternative Urban Stealth Vehicle, which looks exactly like a dumpster. Donnie says that it's supposed to blend in with all the trash in the city. The other mutant turtles have doubts about it, but Donnie reassures them. They take it out and decide to ride it slowly to Shredder's lair. When they arrive, they use the weapons to take down the Foot Bots outside and managed to get inside. They managed to get as far into the catacombs but are stopped by Bebop and Rocksteady, Tiger Claw, and the Shredder Mutants after a brief battle the turtles retreat.

Tiger Claw angrily berates the boneheaded mutants for their failure. Shredder soon comes in demanding an explanation, Rocksteady and Tiger Claw tells him Shredder says that if they fail he punish all of them. At the lair Raph suffers a sprained ankle and wants to try again but Splinter says no and Raph must heal first before going out. Leo then makes a statement he will go to Shredder's lair alone. He goes in his Stealth outfit from Vision Quest, Mikey notices him leaving and follows. While Staking Shredder's lair Mikey sneaks up behind him and gags him until he lets go nearly making the blue masked turtle lose his balance. Mikey wants to join him but Leo is hesitant until Mikey protest saying that he snuck up on Leo before he even noticed. Leo decides to let him join.

While narrowly avoiding a sleepy fishface and Rahzar they managed to make their way to Stockman-Fly's lab. Leo successfully captures a mind worm unfortunately Bebop and Rocksteady finds them and captures them. The mutants decide to mutate the turtle bros. At the lair Casey arrives but April tells them that Mikey and Leo are gone, Raph wants to find them but Splinter objects demanding to know where they are. At Stockman's lab Leo and Mikey are dangling from a cage; the pig and rhino mutants intend to mutate them into a 2-headed mutant turtle which greatly upsets Mikey. But Leo decides to stall and tells them to add the Shredder Elite to the mix and the mutants fall for it with a big consequence. Leo and Mikey managed to bust out just in time when the 3 mutants fused into a Mega Shredder.

Mega Shredder begins destroying everything in site which is watched from the turtles tv Splinter tells them to go. Donnie get an idea that they can Stop Mega Shredder without Raph moving. Leo and Mikey managed to buy time but Mikey was eaten much to Leo's fury, Leo tried to save his young brother but failed and almost got eaten himself. In a nick of time The Turtle Mech shows up. Inside the Mega Shredder Mikey luckily managed to land near the stomach acid but a worm mutant (probably the sardines Bebop threw into the mutagen) the battle make Mikey lose his balance and is catched by the worm. Outside Mega Shredder almost eats the turtle mech until the engulf the mouth and tongue with fire. Inside Mikey managed to break the worms grip and hold on to his kurisurigama chain.

Donnie learns from watching the mutant blow his human tongue out that the tongue is the brain. Leo subdues the tongue but it makes it worse the tongue Grabs Leo and Turtle Mech Grabs him by the ankle. As all hope is Lost Mikey managed to break out of the mutant and cuts the human part of the tongue making the Mega Shredder run on instinct until the mech launches a final explosive into the mouth destroying it. In Shredder's lair the ninja is furious with Bebop and Rocksteady and sends Tiger Claw after them as punishment while the 2 mutants run away from Tiger Claw.

Splinter's Wisdom



Attack of the Mega Shredder/Transcript



  • When Leo and Mikey attacked Mega Shredder they used grappling hooks in a manner resembling the ODM gear used by characters in the manga and anime series "Attack On Titan".
  • Raphael's comment on Donatello's steal vehicle's smell is a well-known line said by Han Solo in Star Wars Episode V The Empire Strikes Back.
  • The shape of the Megashredder's back spikes resemble that of Godzilla's, the King of Monsters. The musical cues also resemble that for Godzilla in the movies.


  • "Oh, and I thought this thing smelled bad on the outside." -Raphael